Best known for its weigh-in-motion (WIM) equipment, Canadian traffic management equipment manufacturer, International Road Dynamics (IRD), has entered into a definitive agreement for it to be acquired by Ottawa-based intellectual property (IP) licensing company, Wi-LAN Inc.
WiLAN will purchase IRD for an equity value of approximately C$63.5m (US$47.4m), which represents a 51% premium to the company’s closing price on April 13. As is customary in a ‘friendly’ transaction of this nature, IRD has agreed not to solicit competing acquisition proposals. WiLAN is one of the most successful patent licensing companies in the world and helps companies unlock the value of IP by managing and licensing their patent portfolios, particularly in the automotive, digital, and wireless communication marketplace. As outlined in a separate announcement, WiLAN plans to transform its business into a growth-oriented diversified holding company by acquiring businesses that will operate alongside its IP licensing business, and will operate under the Quarterhill Inc name, commencing on or about June 1.
Based in Saskatoon, Saskatchewan, IRD is an Industrial Internet of Things (IIoT) company specializing in Intelligent Transportation Systems (ITS) and producing a portfolio of integrated hardware and software systems to better detect, measure and analyze a variety of transportation challenges. IRD’s ITS are used worldwide and are vital as highway agencies address increasing traffic volumes and the need to embrace automation of roadway systems. The company’s systems detect vehicles, measure characteristics, and analyze traffic data, thereby providing input that helps highway agencies protect infrastructure, enhance safety and optimize highway design. Its current portfolio includes commercial vehicle weight enforcement, toll systems, traffic data collection, fleet management, bridge monitoring, traffic safety, security and access control, and maintenance services.
“This transaction provides compelling and certain value for IRD shareholders and also provides significant opportunity for our employees and customers to benefit from our future growth plans,” said Terry Bergan, president and CEO of IRD. “The Quarterhill platform, once in place, will give us the opportunity to focus 100% of our energy on strengthening and accelerating the growth of our business. We have a history of innovation and look forward to having the expertise of the WiLAN team under the same corporate umbrella.”
Shaun McEwan, interim CEO of WiLAN, commented, “The natural progression of our business has us focused on growth by identifying, acquiring and supporting IIoT companies with strong management teams, attractive financial performance, and promising growth potential; IRD fits this profile perfectly. Terry Bergan and his team are well respected in the ITS industry and will remain in place to run the business following the acquisition. IRD has built an attractive portfolio of IP protected technology, and an enviable track record of financial performance that includes a growing base of recurring revenue and solid cashflow generation.”
James Skippen, executive chairman of WiLAN, added, “IRD comes with a strong portfolio of more than 80 pending and issued patents. We were impressed with both the quality and depth of the portfolio. It is also comforting to know the IRD product offerings have solid patent protection.”